OCT l CLERKu. s. DISTRICT COURT UNITED STATES DISTRICT COURT FOR THE NORTHERN DISTRICT OF CALIFORNIA ) ) ) ) ) ) ) ) ) ) )

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1 JAMES F. RILL ASSISTANT ATTORNEY GENERAL PATRICIA A. SHAPIRO BRENT E. MARSHALL KENNETH W. GAUL JENNIFER L. OTTO Attorneys U.S. Department of Justce Anttrust Dvson Fourth Street, N.W. Washngton, D.C (0 14- COUNSEL FOR PLAINTIFF UNITED STATES OF AMERICA RECEIVED OCT l. CLERKu. s. DISTRICT COURT SAN FRANCISCO UNITED STATES DISTRICT COURT FOR THE NORTHERN DISTRICT OF CALIFORNIA 1 1! UNITED STATES OF AMERICA, v. Plantff, BORLAND INTERNATIONAL, INC., and ASHTON-TATE CORPORATION, Defendants. Cvl Acton No. c 1 M FINAL JUDGMENT ANTITRUST Entered: March 1, 1 FINAL JUDGMENT 1 j WHEREAS, Plantff, Unted States of Amerca, havng fled ts Complant heren on October 1,, and Plantff and Defendants, by ther respectve attorneys, havng consented to the entry of ths Fnal Judgment wthout tral or adjudcaton of any ssue of fact or law heren and wthout ths Fnal Judgment consttutng any evdence aganst or an admsson by any party wth respect to any such sue;

2 AND WHEREAS, Defendants have agreed to be bound by the provsons of ths Fnal Judgment pendng ts approval by the Court; AND WHEREAS, the essence of ths Fnal Judgment s prompt and certan remedal acton to ensure that, after the acquston referred to heren, Defendants' ablty to exercse market power and restran competton n the sale of relatonal database management system software s not enhanced by an attempt to enforce clams to certan alleged ntellectual property rghts; NOW, THEREFORE, before the takng of any testmony and 1 1 wthout tral or adjudcaton of any ssue of fact or law heren, and upon consent of the partes hereto, t s hereby ORDERED, ADJUDGED AND DECREED as follows: 14 1 I. JURISDICTION Ths Court has jursdcton over the subject matter of ths 1 acton and over each of the partes hereto. The Complant states a clam upon whch relef may be Secton of the Clayton Act, as granted aganst defendants under amended (1 U.S.C. 1.!! Fnal Judgment

3 JI_~ II. DEFINITIONS As used n ths Fnal Judgment: A. "Acquston" means the Merger Agreement sgned by Borland, Object, Inc., a wholly-owned subsdary of Borland, and Ashton-Tate on July,, pursuant to whch Borland wll acqure 100 percent of the common stock of Ashton-Tate n exchange for Borland common stock. B. "Ashton-Tate" means the defendant Ashton-Tate Corporaton, ts successors and assgns, ts parents, 1 1! subsdares, afflates, drectors, offcers, managers, agents, employees, attorneys, any other persons under ts drect or ndrect control, and any other person actng for or on behalf of t. C. "Borland" means the defendant Borland Internatonal, Inc., ts successors and assgns, ts parents, subsdares, afflates, drectors, offcers, managers, agents, employees, attorneys, any other persons under ts drect or ndrect control, and any other person actng for or on behalf of t. D. "Ashton-Tate's dbase famly of products" means the 1 computer programs bearng the dbase trademark for the management of computer databases of whch Ashton-Tate s the rghtful owner and publsher, the exclusve rghts and prvleges n and to the copyrghts of whch Ashton-Tate owns, ncludng revsons or,, updates to such programs. E. "The Los Angeles acton" means Ashton-Tate Corp. v. Fox Software, Inc., et al., No. CV - TJH (Tx, fled n the

4 Unted States Dstrct Court for the Central Dstrct of Calforna. F. "The Boston acton" means Lotus Development Corp. v. Borland Internatonal, Inc., Cvl Acton No 0--K, fled n the Unted States Dstrct Court for the Dstrct of Massachusetts. G. "Person" means any natural person, corporaton, assocaton, frm, partnershp, or other busness or legal entty III. APPLICABILITY A. The provsons of ths Fnal Judgment shall apply to Defendants, to ther successors and assgns, to ther subsdares, afflates, drectors, offcers, managers, agents, employees, attorneys, and to all other persons n actve concert or partcpaton wth any of them who shall have receved actual notce of ths Fnal Judgment by personal servce or otherwse. B. Nothng heren shall suggest that any copyrght or other ntellectual property rght s legally cognzable, vald, 1 4 or enforceable by Defendants or any other person. c. Nothng heren shall suggest that any porton of ths Fnal Judgment s or has been created for the beneft of any thrd party, and nothng heren shall be construed to provde any rghts to, or create any remedes for, any thrd party. :: '

5 IV. INJUNCTION A. Defendants are hereby enjoned and restraned from ntatng or makng any clam or counterclam that asserts clams of copyrght nfrngement n the command names, menu tems, menu command h_erarches, command languages, programmng languages and fle structures used n and recognzed by Ashton Tate's dbase famly of products, standng alone and apart from other aspects of those computer programs. B. Nothng n Paragraph IV.A. shall preclude defendants 1 1 from assertng n any ltgaton the legal rght to use the command names, menu tems, menu command herarches, command languages, programmng languages and fle structures or from assertng copyrght protecton n and copyrght nfrngement of the computer program code (ncludng ts structure, sequence and organzaton and other aspects of the user nterface of Ashton Tate's dbase famly of products. C. Should the dstrct court n the Boston acton dsmss Lotus Development Corporaton's clams for copyrght protecton n ts menu command herarchy, Borland shall seek prompt 1 4 resoluton of the Los Angeles acton n a manner consstent wth the Boston court's dsposton and Paragraph IV.A., above. Notwthstandng the foregong, wthn a perod of nnety (0 days from the entry of ths Fnal Judgment, Borland shall use ts best efforts to resolve the Los Angeles acton n a manner consstent wth Paragraph IV.A., above; provded, however, that Borland shall dsmss wth prejudce ts clams n the Los Fnal Judgment

6 4 Angeles acton wthn ffteen (1 days followng the dsmssal wth prejudce of Fox's counterclams n the Los Angeles acton. v. AFFIDAVITS Wthn ten (10 busness days of flng of ths Fnal Judgment and every thrty (0 days thereafter untl settlement or dsmssal of the Los Angeles acton, defendants shall delver to plantff an affdavt as to the fact and manner of complance wth Secton IV. of ths Fnal Judgment. Each such affdavt shall nclude the name, address, and telephone number of each 1 1 person who, at any tme after the perod covered by the last such report, dscussed n any way, the resoluton of the Los Angeles acton. Defendants shall mantan full records of all efforts 1. made to resolve the Los Angeles acton VI. VISITORIAL PROVISIONS For the purpose of determnng or securng complance wth ths Fnal Judgment, and subject to any legally recognzed 1 4 prvlege, from tme to tme: A. Duly authorzed representatves of the Department of Justce shall, upon wrtten request of the Attorney General or of the Assstant Attorney General n charge of the Anttrust Fnal

7 Dvson, and on reasonable notce to the Defendants made to ther prncpal offces, be permtted: 1. Access durng offce hours of the Defendants to nspect and copy all books, ledgers,. accounts, correspondence, memoranda and other records and documents n the possesson or under the control of the Defendants, who may have counsel present, relatng to any matters contaned n ths Fnal Judgment; and. Subject to the reasonable convenence of the Defendants and wthout restrant or nterference from t, 1 1 to ntervew offcers, employees and agents of the Defendants, who may have counsel present, regardng any such matters. B. Upon the wrtten request of the Attorney General or of the Assstant Attorney General n charge of the Anttrust Dvson made to the Defendants' prncpal offce, the Defendants shall submt such wrtten reports, under oath f requested, wth respect to any of the matters contaned n ths Fnal Judgment as 1 may be requested. c. No nformaton or documents obtaned by the means 1 provded n ths Secton shall be dvulged by any representatve of the Department of Justce to any person other than a duly authorzed representatve of the Executve Branch of the Unted States, except n the course of legal proceedngs to whch the Unted States s a party (ncludng grand jury proceedngs}, or for the purpose of securng complance wth ths Fnal Judgment, or as otherwse requred by law. Fnal Judgment

8 D. If at the tme nformaton or documents are furnshed by a Defendant to Plantff, the Defendant represents and dentfes n wrtng the materal n any such nformaton or documents to whch a clam of protecton may be asserted under Rule (c (. of the Federal Rules of Cvl Procedure, and such defendant marks each pertnent page of such materal, "Subject to clam of protecton under Rule (c ( of the Federal Rules of Cvl Procedure," then ten (10 days notce shall be gven by Plantff to that Defendant pror to dvulgng such materal n any legal proceedng (other than a grand jury proceedng to whch that defendant s not a party. 1 1 ' VII. EXPIRATION OF JUDGMENT Ths Fnal Judgment wll expre on the tenth annversary of ts date of entry VIII. RETENTION OF JURISDICTION Jursdcton s retaned by ths Court for the purpose of enablng any of the partes to ths Fnal Judgment to apply to ths Court at any tme for such further orders or drectons as may be necessary or approprate for the constructon or carryng out of ths Fnal Judgment, for the modfcaton of any of the provsons hereof, for the enforcement of complance herewth, and for the punshment of any volatons hereof. Fnal Judgment

9 IX. STATEMENT OF PUBLIC INTEREST Entry of ths Fnal Judgment s n the publc nterest. Dated: MAR 1 1 Unte! ! 1 Fnal Judgment